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OFFON

NATURAL RESOURCE PARTNERS L.P.

(NRP)
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Natural Resource Partners L P : LP MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

08/06/2021 | 10:26am EST
The following review of operations for the three and six month periods
ended June 30, 2021 and 2020 should be read in conjunction with our Consolidated
Financial Statements and the Notes to Consolidated Financial Statements included
in this Form 10-Q and with the Consolidated Financial Statements, Notes to
Consolidated Financial Statements and Management's Discussion and Analysis
included in the Natural Resource Partners L.P. Annual Report on Form 10-K for
the year ended December 31, 2020.
As used herein, unless the context otherwise requires: "we," "our," "us" and the
"Partnership" refer to Natural Resource Partners L.P. and, where the context
requires, our subsidiaries. References to "NRP" and "Natural Resource Partners"
refer to Natural Resource Partners L.P. only, and not to NRP (Operating) LLC or
any of Natural Resource Partners L.P.'s subsidiaries. References to "Opco" refer
to NRP (Operating) LLC, a wholly owned subsidiary of NRP, and its subsidiaries.
NRP Finance Corporation ("NRP Finance") is a wholly owned subsidiary of NRP and
a co-issuer with NRP on the 9.125% senior notes due 2025 (the "2025 Senior
Notes").
INFORMATION REGARDING FORWARD-LOOKING STATEMENTS
Statements included in this 10-Q may constitute forward-looking statements. In
addition, we and our representatives may from time to time make other oral or
written statements which are also forward-looking statements. Such
forward-looking statements include, among other things, statements regarding:
the effects of the global COVID-19 pandemic; our business strategy; our
liquidity and access to capital and financing sources; our financial strategy;
prices of and demand for coal, trona and soda ash, and other natural resources;
estimated revenues, expenses and results of operations; projected production
levels by our lessees; Ciner Wyoming LLC's ("Ciner Wyoming's") trona mining and
soda ash refinery operations; distributions from our soda ash joint venture; the
impact of governmental policies, laws and regulations, as well as regulatory and
legal proceedings involving us, and of scheduled or potential regulatory or
legal changes; and global and U.S. economic conditions.
These forward-looking statements speak only as of the date hereof and are made
based upon our current plans, expectations, estimates, assumptions and beliefs
concerning future events impacting us and involve a number of risks and
uncertainties. We caution that forward-looking statements are not guarantees and
that actual results could differ materially from those expressed or implied in
the forward-looking statements. You should not put undue reliance on any
forward-looking statements. See "  Item 1A. Risk Factors  " included in this
Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31,
2020 for important factors that could cause our actual results of operations or
our actual financial condition to differ.
NON-GAAP FINANCIAL MEASURES
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP financial measure that we define as net income
(loss) less equity earnings from unconsolidated investment, net income
attributable to non-controlling interest and gain on reserve swap; plus total
distributions from unconsolidated investment, interest expense, net, debt
modification expense, loss on extinguishment of debt, depreciation, depletion
and amortization and asset impairments. Adjusted EBITDA should not be considered
an alternative to, or more meaningful than, net income or loss, net income or
loss attributable to partners, operating income, cash flows from operating
activities or any other measure of financial performance presented in accordance
with GAAP as measures of operating performance, liquidity or ability to service
debt obligations. There are significant limitations to using Adjusted EBITDA as
a measure of performance, including the inability to analyze the effect of
certain recurring items that materially affect our net income, the lack of
comparability of results of operations of different companies and the different
methods of calculating Adjusted EBITDA reported by different companies. In
addition, Adjusted EBITDA presented below is not calculated or presented on the
same basis as Consolidated EBITDA as defined in our partnership agreement or
Consolidated EBITDDA as defined in Opco's debt agreements. For a description of
Opco's debt agreements, see   Note 8. Debt, Net   in the Notes to Consolidated
Financial Statements included herein as well as in "Item 8. Financial Statements
and Supplementary Data-Note 11. Debt, Net" in our Annual Report on Form 10-K for
the year ended December 31, 2020. Adjusted EBITDA is a supplemental performance
measure used by our management and by external users of our financial
statements, such as investors, commercial banks, research analysts and others to
assess the financial performance of our assets without regard to financing
methods, capital structure or historical cost basis.

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Distributable Cash Flow
Distributable cash flow ("DCF") represents net cash provided by (used in)
operating activities of continuing operations plus distributions from
unconsolidated investment in excess of cumulative earnings, proceeds from asset
sales and disposals, including sales of discontinued operations, and return of
long-term contract receivables; less maintenance capital expenditures and
distributions to non-controlling interest. DCF is not a measure of financial
performance under GAAP and should not be considered as an alternative to cash
flows from operating, investing or financing activities. DCF may not be
calculated the same for us as for other companies. In addition, DCF presented
below is not calculated or presented on the same basis as distributable cash
flow as defined in our partnership agreement, which is used as a metric to
determine whether we are able to increase quarterly distributions to our common
unitholders. DCF is a supplemental liquidity measure used by our management and
by external users of our financial statements, such as investors, commercial
banks, research analysts and others to asses our ability to make cash
distributions and repay debt.
Free Cash Flow
Free cash flow ("FCF") represents net cash provided by (used in) operating
activities of continuing operations plus distributions from unconsolidated
investment in excess of cumulative earnings and return of long-term contract
receivables; less maintenance and expansion capital expenditures, cash flow used
in acquisition costs classified as investing or financing activities. FCF is
calculated before mandatory debt repayments. FCF is not a measure of financial
performance under GAAP and should not be considered as an alternative to cash
flows from operating, investing or financing activities. FCF may not be
calculated the same for us as for other companies. FCF is a supplemental
liquidity measure used by our management and by external users of our financial
statements, such as investors, commercial banks, research analysts and others to
assess our ability to make cash distributions and repay debt.
Introduction
The following discussion and analysis presents management's view of our
business, financial condition and overall performance. Our discussion and
analysis consists of the following subjects:
•Executive Overview
•Results of Operations
•Liquidity and Capital Resources
•Off-Balance Sheet Transactions
•Related Party Transactions
•Summary of Critical Accounting Estimates
•Recent Accounting Standards
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Executive Overview
We are a diversified natural resource company engaged principally in the
business of owning, managing and leasing a diversified portfolio of mineral
properties in the United States, including interests in coal and other natural
resources and own a non-controlling 49% interest in Ciner Wyoming, a trona ore
mining and soda ash production business. Our common units trade on the New York
Stock Exchange under the symbol "NRP." Our business is organized into two
operating segments:
Coal Royalty and Other-consists primarily of coal royalty properties and
coal-related transportation and processing assets. Other assets include
industrial mineral royalty properties, aggregates royalty properties, oil and
gas royalty properties and timber. Our coal reserves are primarily located in
Appalachia, the Illinois Basin and the Northern Powder River Basin in the United
States. Our industrial minerals and aggregates properties are located in various
states across the United States, our oil and gas royalty assets are primarily
located in Louisiana and our timber assets are primarily located in West
Virginia.
Soda Ash-consists of our 49% non-controlling equity interest in Ciner Wyoming, a
trona ore mining and soda ash production business located in the Green River
Basin of Wyoming. Ciner Wyoming mines the trona and processes it into soda ash
that is sold both domestically and internationally into the glass and chemicals
industries.
In addition to actively managing its currently producing coal and hard mineral
properties over the last year, we continue working to identify alternative
revenue sources across our large portfolio of land, mineral and timber assets.
The types of opportunities we are exploring include the sequestration of carbon
dioxide underground and in standing forests, and the generation of electricity
using geothermal, solar and wind energy. While the timing and likelihood of cash
flows being realized from any of these activities is highly uncertain, we
believe our large ownership footprint throughout the United States will provide
opportunities to create value in this regard with minimal capital investment.
Corporate and Financing includes functional corporate departments that do not
earn revenues. Costs incurred by these departments include interest and
financing, corporate headquarters and overhead, centralized treasury, legal and
accounting and other corporate-level activity not specifically allocated to a
segment.
Our financial results by segment for the six months ended June 30, 2021 are as
follows:
                                                              Operating Segments
                                                     Coal Royalty                           Corporate and
(In thousands)                                        and Other            Soda Ash           Financing             Total
Revenues and other income                           $    71,087          $   4,574          $         -          $  75,661
Net income (loss)                                   $    46,374          $   4,519          $   (27,130)         $  23,763
Adjusted EBITDA (1)                                 $    60,420          $   3,865          $    (7,498)         $  56,787

Cash flow provided by (used in) continuing
operations
Operating activities                                $    57,990          $   3,853          $   (25,259)         $  36,584
Investing activities                                $     1,257          $       -          $         -          $   1,257
Financing activities                                $    (1,132)         $       -          $   (38,591)         $ (39,723)
Distributable cash flow (1)                         $    59,247          $   3,853          $   (25,259)         $  37,841
Free cash flow (1)                                  $    58,072          $   3,853          $   (25,259)         $  36,666



(1)See "-Results of Operations" below for reconciliations to the most comparable GAAP financial measures.

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Current Results/Market Commentary
Business Outlook and Quarterly Distributions

Demand for metallurgical and thermal coals and soda ash continue to rebound from
their lows in 2020 caused by the global COVID-19 pandemic. We generated $36.7
million of free cash flow during the six months ended June 30, 2021, and ended
the quarter with $197.9 million of liquidity consisting of $97.9 million of cash
and cash equivalents and $100.0 million of borrowing capacity under our Opco
Credit Facility.

Despite our steady liquidity, our consolidated leverage ratio has risen since
early 2020 and was 4.6x at June 30, 2021. The indenture governing our 2025
parent company notes restricts us from paying more than one-half of the
quarterly distribution on our preferred units in cash if our consolidated
leverage ratio exceeds 3.75x. Accordingly, the Board of Directors of our general
partner has declared a distribution on our preferred units to be paid one-half
in kind through the issuance of additional preferred units ("PIK units") for the
past four quarters. We expect our leverage ratio to now begin to decline as we
continue to pay down debt. Under the terms of our partnership agreement, to the
extent our consolidated leverage ratio remains above 3.75x into 2022 and we
therefore remain unable to redeem any outstanding paid-in-kind preferred units,
we may be required to temporarily suspend distributions on our common units
until the leverage ratio drops below 3.75x and the outstanding paid-in-kind
preferred units are redeemed.
Future distributions on NRP's common and preferred units will be determined on a
quarterly basis by the Board of Directors. The Board of Directors considers
numerous factors each quarter in determining cash distributions, including
profitability, cash flow, debt service obligations, covenants in our debt and
partnership agreements, market conditions and outlook, estimated unitholder
income tax liability and the level of cash reserves that the Board determines is
necessary for future operating and capital needs.
Coal Royalty and Other Business Segment
Metallurgical coal markets have rebounded from the lows seen in 2020 and the
outlook remains strong as steel demand driven by global economic recovery is
more than offsetting challenges related to the COVID-19 pandemic. Domestic and
export thermal coal markets have significantly improved from the lows seen in
2020, but still face ongoing negative effects of the COVID-19 pandemic and the
long-term challenges of lower electricity demand, competition from natural gas,
and the secular shift to renewable energy. However, NRP does not have
significant sensitivity to thermal coal price movements this year since the
substantial majority of NRP's thermal cash flows are fixed through 2021 pursuant
to a contract with Foresight Energy that went into effect as they emerged from
bankruptcy last year.

Our lessees sold 13.1 million tons of coal from our properties in the first six
months of 2021 and we derived approximately 60% of our coal royalty revenues and
approximately 45% of our coal royalty sales volumes from metallurgical coal
during the same period.
Soda Ash Business Segment
Ciner Wyoming's business continues to recover to pre-COVID-19 levels. While we
believe Ciner Wyoming's facility is competitively positioned as one of the
lowest cost producers of soda ash in the world, we expect the market to remain
volatile as a result of ongoing uncertainties with the COVID-19 pandemic.
Revenues and other income in the first six months of 2021 were higher by $1.4
million compared to the prior year period primarily as a result of an increase
in sales volumes as demand for soda ash rebounded from lows caused by the global
COVID-19 pandemic.
In order to have financial flexibility during the COVID-19 pandemic, Ciner
Wyoming suspended its regular quarterly distributions in the third quarter of
2020. Ciner Wyoming will continue to evaluate, on a quarterly basis, whether to
reinstate the distribution. Ciner Wyoming's ability to pay future quarterly
distributions will be dependent in part on its cash reserves, liquidity, total
debt levels and anticipated capital expenditures. Distributions received from
Ciner Wyoming were $3.9 million in the first six months of 2021 as compared to
$14.2 million in the first six months of 2020. Although Ciner Wyoming made a
special distribution to its members in the first quarter of 2021, we do not
believe Ciner Wyoming will resume regular quarterly distributions until they
have greater visibility and confidence in global soda markets.
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When considering the significant investment required by Ciner Wyoming's
previously announced expansion project and the infrastructure improvements
designed to increase overall efficiency, combined with the COVID-19 pandemic's
negative impact on Ciner Wyoming's financial results, Ciner Wyoming has
reprioritized the timing of the significant capital expenditure items in order
to increase financial and liquidity flexibility until it has more clarity and
visibility into the ongoing impact of the COVID-19 pandemic on its business.

Results of Operations
Second Quarter of 2021 and 2020 Compared
Revenues and Other Income
The following table includes our revenues and other income by operating segment:
                                                   For the Three Months Ended June
                                                                 30,                                            Percentage
Operating Segment (In thousands)                       2021               2020             Increase               Change
Coal Royalty and Other                             $   35,909          $ 34,069          $   1,840                         5  %
Soda Ash                                                2,601            (3,058)             5,659                       185  %
Total                                              $   38,510          $ 31,011          $   7,499                        24  %


The changes in revenues and other income is discussed for each of the operating segments below:

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Coal Royalty and Other
The following table presents coal sales volumes, coal royalty revenue per ton
and coal royalty revenues by major coal producing region, the significant
categories of other revenues and other income:
                                                     For the Three Months 

Ended June

                                                                   30,                        Increase              Percentage
(In thousands, except per ton data)                      2021               2020             (Decrease)               Change
Coal sales volumes (tons)
Appalachia
Northern                                                    405                87                  318                       366  %
Central                                                   2,975             2,463                  512                        21  %
Southern                                                    316               426                 (110)                      (26) %
Total Appalachia                                          3,696             2,976                  720                        24  %
Illinois Basin                                            2,640               578                2,062                       357  %
Northern Powder River Basin                                 185               340                 (155)                      (46) %

Total coal sales volumes                                  6,521             3,894                2,627                        67  %

Coal royalty revenue per ton
Appalachia
Northern                                             $     4.45          $   2.74          $      1.71                        62  %
Central                                                    4.62              4.04                 0.58                        14  %
Southern                                                   7.63              4.96                 2.67                        54  %

Illinois Basin                                             2.01              1.97                 0.04                         2  %
Northern Powder River Basin                                4.15              3.15                 1.00                        32  %

Combined average coal royalty revenue per ton              3.69              3.73                (0.04)                       (1) %

Coal royalty revenues
Appalachia
Northern                                             $    1,804          $    238          $     1,566                       658  %
Central                                                  13,756             9,951                3,805                        38  %
Southern                                                  2,410             2,111                  299                        14  %
Total Appalachia                                         17,970            12,300                5,670                        46  %
Illinois Basin                                            5,300             1,137                4,163                       366  %
Northern Powder River Basin                                 768             1,071                 (303)                      (28) %
Unadjusted coal royalty revenues                         24,038            14,508                9,530                        66  %
Coal royalty adjustment for minimum leases (1)           (5,740)           (3,661)              (2,079)                      (57) %
Total coal royalty revenues                          $   18,298          $ 10,847          $     7,451                        69  %

Other revenues
Production lease minimum revenues (1)                $    3,556          $  8,485          $    (4,929)                      (58) %
Minimum lease straight-line revenues (1)                  4,869             4,987                 (118)                       (2) %
Property tax revenues                                     1,587               761                  826                       109  %
Wheelage revenues                                         1,844             1,584                  260                        16  %
Coal overriding royalty revenues                            976               683                  293                        43  %
Lease amendment revenues                                    772               890                 (118)                      (13) %

Aggregates royalty revenues                                 456               271                  185                        68  %
Oil and gas royalty revenues                                900             2,742               (1,842)                      (67) %
Other revenues                                              353               416                  (63)                      (15) %
Total other revenues                                 $   15,313          $ 20,819          $    (5,506)                      (26) %
Coal royalty and other                               $   33,611          $ 31,666          $     1,945                         6  %
Transportation and processing services revenues           2,182             1,938                  244                        13  %
Gain on asset sales and disposals                           116               465                 (349)                      (75) %
Total Coal Royalty and Other segment revenues and                                                                              5  %
other income                                         $   35,909          $ 34,069          $     1,840




(1)Beginning April 1, 2020 and effective January 1, 2020, certain revenues
previously classified as coal royalty revenues are classified as production
lease minimum revenues or minimum lease straight-line revenues due to contract
modifications with Foresight that fixed consideration paid to us over a two-year
period.
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Coal Royalty Revenues
Approximately 65% of coal royalty revenues and approximately 50% of coal royalty
sales volumes were derived from metallurgical coal during the three months ended
June 30, 2021. Total coal royalty revenues increased $7.5 million as compared to
the prior year quarter as a result of increased demand for both metallurgical
and thermal coals from their lows in 2020 caused by the global COVID-19
pandemic. The discussion by region is as follows:
•Appalachia: Coal royalty revenues increased $5.7 million primarily due to a 24%
increase in sales volumes in addition to higher sales prices as compared to the
prior year quarter.
•Illinois Basin: Coal royalty revenues increased $4.2 million primarily due to a
357% increase in sales volumes for the three months ended June 30, 2021 as
compared to the prior year quarter. In the second quarter of 2020, we entered
into lease amendments with Foresight pursuant to which Foresight agreed to pay
us fixed cash payments to satisfy all obligations arising out of the existing
various coal mining leases and transportation infrastructure fee agreements
between us and Foresight for calendar years 2020 and 2021. As a result of these
amendments, actual revenues recognized from Foresight were flat
period-over-period.
•Northern Powder River Basin: Coal royalty revenues decreased $0.3 million
primarily due to a 46% decrease in sales volumes as our lessee mined on our
property less during the second quarter of 2021 as compared to the prior year
quarter in accordance with its mine plan, partially offset by a 32% increase in
sales prices as compared to the prior year quarter.
Other Revenues
Other revenues decreased $5.5 million primarily due to decreased production
lease minimum revenues as a result of the contract modifications with Foresight
beginning to be accounted for in the second quarter of 2020 as discussed above.
Soda Ash
Revenues and other income related to our Soda Ash segment increased $5.7 million
compared to the prior year quarter primarily as a result of increased in sales
volumes as demand for soda ash continued to rebound from its low in 2020 caused
by the global COVID-19 pandemic.
Operating Expenses
The following table presents the significant categories of our consolidated
operating expenses:
                                                     For the Three Months Ended June
                                                                   30,                        Increase              Percentage
(In thousands)                                           2021                2020            (Decrease)               Change
Operating expenses
Operating and maintenance expenses                   $    5,170          $   8,217          $   (3,047)                      (37) %
Depreciation, depletion and amortization                  4,871              2,062               2,809                       136  %
General and administrative expenses                       3,388              3,621                (233)                       (6) %
Asset impairments                                            16            132,283            (132,267)                     (100) %
Total operating expenses                             $   13,445          $ 146,183          $ (132,738)                      (91) %


Total operating expenses decreased $132.7 million primarily due to a $132.3
million decrease in asset impairments. Asset impairments in the three months
ended June 30, 2020 were due to weakened coal markets that resulted in
termination of certain coal leases, changes to lessee mine plans resulting in
permanent moves off certain of our coal properties and decreased oil and gas
drilling activity which negatively impacted the outlook for NRP's frac sand
properties. The $3.0 million decrease in operating and maintenance expenses was
primarily due to a decrease in bad debt expense. These decreases were partially
offset by a $2.8 million increase in depreciation, depletion and amortization
expense as a result of increased production at certain Illinois Basin coal
properties.
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Adjusted EBITDA (Non-GAAP Financial Measure) The following table reconciles net income (loss) (the most comparable GAAP financial measure) to Adjusted EBITDA by business segment:

                                                              Operating 

Segments

                                                     Coal Royalty                           Corporate and
For the Three Months Ended (In thousands)              and Other           Soda Ash           Financing              Total
June 30, 2021
Net income (loss)                                   $     25,886          $  2,566          $   (13,070)         $   15,382
Less: equity earnings from unconsolidated
investment                                                     -            (2,601)                   -              (2,601)

Add: interest expense, net                                     1                 -                9,682               9,683

Add: depreciation, depletion and amortization              4,871                 -                    -               4,871
Add: asset impairments                                        16                 -                    -                  16
Adjusted EBITDA                                     $     30,774          $    (35)         $    (3,388)         $   27,351

June 30, 2020
Net loss                                            $   (108,479)         $ (3,087)         $   (13,935)         $ (125,501)
Less: equity earnings from unconsolidated
investment                                                     -             3,058                    -               3,058

Add: total distributions from unconsolidated
investment                                                     -             7,105                    -               7,105
Add: interest expense, net                                    15                 -               10,314              10,329

Add: depreciation, depletion and amortization              2,062                 -                    -               2,062
Add: asset impairments                                   132,283                 -                    -             132,283
Adjusted EBITDA                                     $     25,881          $  7,076          $    (3,621)         $   29,336



Adjusted EBITDA decreased $2.0 million primarily due to $7.1 million of lower
cash distributions received from Ciner Wyoming in the in second quarter of 2021
as compared to the second quarter of 2020, partially offset by a $4.9 million
increase in Adjusted EBITDA within our Coal Royalty and Other segment as a
result of lower operating and maintenance expenses and higher revenues and other
income, both discussed above.
Distributable Cash Flow ("DCF") and Free Cash Flow ("FCF") (Non-GAAP Financial
Measures)
The following table presents the three major categories of the statement of cash
flows by business segment:
                                                             Operating Segments
                                                    Coal Royalty                           Corporate and
For the Three Months Ended (In thousands)            and Other            Soda Ash           Financing             Total
June 30, 2021
Cash flow provided by (used in) continuing
operations
Operating activities                               $    32,028          $     (35)         $   (18,609)         $ 13,384
Investing activities                                       657                  -                    -               657
Financing activities                                    (1,000)                 -              (11,900)          (12,900)

June 30, 2020
Cash flow provided by (used in) continuing
operations
Operating activities                               $    31,953          $   7,077          $   (19,095)         $ 19,935
Investing activities                                       365                  -                    -               365
Financing activities                                         -                  -               (9,978)           (9,978)


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The following table reconciles net cash provided by (used in) operating activities of continuing operations (the most comparable GAAP financial measure) by business segment to DCF and FCF:

                                                              Operating 

Segments

                                                     Coal Royalty                           Corporate and
For the Three Months Ended (In thousands)             and Other            Soda Ash           Financing             Total
June 30, 2021
Net cash provided by (used in) operating
activities of continuing operations                 $    32,028          $  

(35) $ (18,609) $ 13,384


Add: proceeds from asset sales and disposals                116                  -                    -               116

Add: return of long-term contract receivable                541                  -                    -               541

Distributable cash flow                             $    32,685          $     (35)         $   (18,609)         $ 14,041
Less: proceeds from asset sales and disposals              (116)                 -                    -              (116)

Less: acquisition costs                                  (1,000)                 -                    -            (1,000)

Free cash flow                                      $    31,569          $     (35)         $   (18,609)         $ 12,925

June 30, 2020
Net cash provided by (used in) operating
activities of continuing operations                 $    31,953          $  

7,077 $ (19,095) $ 19,935


Add: proceeds from asset sales and disposals                507                  -                    -               507

Add: return of long-term contract receivable                858                  -                    -               858

Distributable cash flow                             $    33,318          $   7,077          $   (19,095)         $ 21,300
Less: proceeds from asset sales and disposals              (507)                 -                    -              (507)
Less: acquisition costs                                  (1,000)                 -                    -            (1,000)

Free cash flow                                      $    31,811          $   7,077          $   (19,095)         $ 19,793



DCF and FCF decreased $7.3 million and $6.9 million, respectively, primarily due
to the following:
•Coal Royalty and Other Segment
•DCF and FCF were relatively flat in the second quarter of 2021 as compared to
the prior year period as increased coal royalty cash flow due to stronger coal
demand in the second quarter of 2021 was offset by $5 million of increased cash
flow in the second quarter of 2020 related to the emergence of a lessee from
bankruptcy.
•Soda Ash Segment
•DCF and FCF decreased $7.1 million primarily as a result of cash distributions
received from Ciner Wyoming in the second quarter of 2020. As previously
mentioned, Ciner Wyoming suspended its regular quarterly distributions in the
third quarter of 2020.

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Results of Operations
First Six Months of 2021 and 2020 Compared
Revenues and Other Income
The following table includes our revenues and other income by operating segment:
                                                    For the Six Months Ended June
                                                                 30,                                            Percentage
Operating Segment (In thousands)                       2021               2020             Increase               Change
Coal Royalty and Other                             $   71,087          $ 68,011          $   3,076                         5  %
Soda Ash                                                4,574             3,214              1,360                        42  %
Total                                              $   75,661          $ 71,225          $   4,436                         6  %


The changes in revenues and other income is discussed for each of the operating segments below:

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Coal Royalty and Other
The following table presents coal sales volumes, coal royalty revenue per ton
and coal royalty revenues by major coal producing region, the significant
categories of other revenues and other income:
                                                      For the Six Months 

Ended June

                                                                   30,                        Increase              Percentage
(In thousands, except per ton data)                      2021               2020             (Decrease)               Change
Coal sales volumes (tons)
Appalachia
Northern                                                    525               414                  111                        27  %
Central                                                   5,625             5,396                  229                         4  %
Southern                                                    416               648                 (232)                      (36) %
Total Appalachia                                          6,566             6,458                  108                         2  %
Illinois Basin                                            5,298             1,083                4,215                       389  %
Northern Powder River Basin                               1,244               867                  377                        43  %

Total coal sales volumes                                 13,108             8,408                4,700                        56  %

Coal royalty revenue per ton
Appalachia
Northern                                             $     4.27          $   2.01          $      2.26                       112  %
Central                                                    4.44              4.47                (0.03)                       (1) %
Southern                                                   7.06              4.68                 2.38                        51  %

Illinois Basin                                             2.04              3.08                (1.04)                      (34) %
Northern Powder River Basin                                3.49              3.75                (0.26)                       (7) %

Combined average coal royalty revenue per ton              3.45              4.11                (0.66)                      (16) %

Coal royalty revenues
Appalachia
Northern                                             $    2,241          $    831          $     1,410                       170  %
Central                                                  24,951            24,124                  827                         3  %
Southern                                                  2,938             3,034                  (96)                       (3) %
Total Appalachia                                         30,130            27,989                2,141                         8  %
Illinois Basin                                           10,783             3,336                7,447                       223  %
Northern Powder River Basin                               4,341             3,248                1,093                        34  %

Unadjusted coal royalty revenues                         45,254            34,573               10,681                        31  %
Coal royalty adjustment for minimum leases              (11,591)           (4,624)              (6,967)                     (151) %
Total coal royalty revenues                          $   33,663          $ 29,949          $     3,714                        12  %

Other revenues
Production lease minimum revenues                    $    7,006          $  9,287          $    (2,281)                      (25) %
Minimum lease straight-line revenues                     10,965             8,796                2,169                        25  %
Property tax revenues                                     3,056             2,360                  696                        29  %
Wheelage revenues                                         3,625             3,788                 (163)                       (4) %
Coal overriding royalty revenues                          2,835             2,005                  830                        41  %
Lease amendment revenues                                  1,640             1,733                  (93)                       (5) %

Aggregates royalty revenues                                 910               847                   63                         7  %
Oil and gas royalty revenues                              2,266             3,845               (1,579)                      (41) %
Other revenues                                              572               489                   83                        17  %
Total other revenues                                 $   32,875          $ 33,150          $      (275)                       (1) %
Coal royalty and other                               $   66,538          $ 63,099          $     3,439                         5  %
Transportation and processing services revenues           4,374             4,447                  (73)                       (2) %
Gain on asset sales and disposals                           175               465                 (290)                      (62) %
Total Coal Royalty and Other segment revenues and
other income                                         $   71,087          $ 68,011          $     3,076                         5  %


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Coal Royalty Revenues
Approximately 60% of coal royalty revenues and approximately 45% of coal royalty
sales volumes were derived from metallurgical coal during the six months ended
June 30, 2021. Total coal royalty revenues increased $3.7 million during the six
months ended June 30, 2021 as compared to the prior year period primarily as a
result of increased demand for both metallurgical and thermal coals from their
lows in 2020 caused by the global COVID-19 pandemic. The discussion by region is
as follows:
•Appalachia: Coal royalty revenues increased $2.1 million primarily due to a 2%
increase in sales volumes in addition to higher sales prices as compared to the
prior year.
•Illinois Basin: Coal royalty revenues increased $7.4 million primarily due to a
389% increase in sales volumes, partially offset by a 34% decrease in sales
prices as compared to the prior year period. As previously mentioned, we entered
into lease amendments with Foresight pursuant to which Foresight agreed to pay
us fixed cash payments to satisfy all obligations arising out of the existing
various coal mining leases and transportation infrastructure fee agreements
between the us and Foresight for calendar years 2020 and 2021 and as a result
actual revenues from Foresight were flat period-over-period.
•Northern Powder River Basin: Coal royalty revenues increased $1.1 million
primarily due to a 43% increase in sales volumes related to our lessee mining on
our property in accordance with its mine plan in 2021, partially offset by
a 7% decrease in sales prices as compared to the prior year.
Soda Ash

Revenues and other income related to our Soda Ash segment increased $1.4 million
compared to the prior year primarily as a result of increased in sales volumes
as demand for soda ash continued to rebound from its low in 2020 caused by the
global COVID-19 pandemic.

Operating Expenses
The following table presents the significant categories of our consolidated
operating expenses:
                                                      For the Six Months Ended June
                                                                   30,                        Increase              Percentage
(In thousands)                                           2021               2020             (Decrease)               Change
Operating expenses
Operating and maintenance expenses                   $  10,722          $  13,419          $    (2,697)                      (20) %
Depreciation, depletion and amortization                 9,963              4,074                5,889                       145  %
General and administrative expenses                      7,498              7,534                  (36)                        -  %
Asset impairments                                        4,059            132,283             (128,224)                      (97) %
Total operating expenses                             $  32,242          $ 157,310          $  (125,068)                      (80) %



Total operating expenses decreased $125.1 million primarily due to a $128.2
million decrease in asset impairments. Asset impairments in the first six months
of 2021 primarily related to a lease termination while asset impairments in the
first six months of 2020 were due to weakened coal markets that resulted in
termination of certain coal leases, changes to lessee mine plans resulting in
permanent moves off certain of our coal properties and decreased oil and gas
drilling activity which negatively impacted the outlook for NRP's frac sand
properties. The $2.7 million decrease in operating and maintenance expenses was
primarily due to a decrease in bad debt expense. These decreases were partially
offset by a $5.9 million increase in depreciation, depletion and amortization
expense primarily as a result of increased production at certain Illinois Basin
coal properties.

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Adjusted EBITDA (Non-GAAP Financial Measure) The following table reconciles net income (loss) (the most comparable GAAP financial measure) to Adjusted EBITDA by business segment:

                                                            Operating 

Segments

                                                    Coal Royalty and                         Corporate and
For the Six Months Ended (In thousands)                  Other              Soda Ash           Financing              Total
June 30, 2021
Net income (loss)                                   $      46,374          $  4,519          $   (27,130)         $   23,763
Less: equity earnings from unconsolidated
investment                                                      -            (4,574)                   -              (4,574)

Add: total distributions from unconsolidated
investment                                                      -             3,920                    -               3,920
Add: interest expense, net                                     24                 -               19,632              19,656

Add: depreciation, depletion and amortization               9,963                 -                    -               9,963
Add: asset impairments                                      4,059                 -                    -               4,059
Adjusted EBITDA                                     $      60,420          $  3,865          $    (7,498)         $   56,787

June 30, 2020
Net income (loss)                                   $     (81,735)        

$ 3,169 $ (28,156) $ (106,722) Less: equity earnings from unconsolidated investment

                                                      -            (3,214)                   -              (3,214)

Add: total distributions from unconsolidated
investment                                                      -            14,210                    -              14,210
Add: interest expense, net                                     15                 -               20,622              20,637

Add: depreciation, depletion and amortization               4,074                 -                    -               4,074
Add: asset impairments                                    132,283                 -                    -             132,283
Adjusted EBITDA                                     $      54,637          $ 14,165          $    (7,534)         $   61,268



Adjusted EBITDA decreased $4.5 million primarily due to $10.3 million of lower
cash distributions received from Ciner Wyoming in the first six months of 2021
as compared to the prior year, partially offset by a $5.8 million increase in
Adjusted EBITDA within our Coal Royalty and Other segment as a result of lower
operating and maintenance expenses and higher revenues and other income, both
discussed above.
Distributable Cash Flow ("DCF") and Free Cash Flow ("FCF") (Non-GAAP Financial
Measures)
The following table presents the three major categories of the statement of cash
flows by business segment:
                                                          Operating Segments
                                                    Coal Royalty                           Corporate and
For the Six Months Ended (In thousands)               and Other           Soda Ash           Financing             Total
June 30, 2021
Cash flow provided by (used in) continuing
operations
Operating activities                               $     57,990          $  3,853          $   (25,259)         $ 36,584
Investing activities                                      1,257                 -                    -             1,257
Financing activities                                     (1,132)                -              (38,591)          (39,723)

June 30, 2020
Cash flow provided by (used in) continuing
operations
Operating activities                               $     62,509          $ 14,166          $   (26,585)         $ 50,090
Investing activities                                        637                 -                    -               637
Financing activities                                          -                 -              (38,164)          (38,164)


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The following table reconciles net cash provided by (used in) operating activities of continuing operations (the most comparable GAAP financial measure) by business segment to DCF and FCF:

                                                           Operating 

Segments

                                                     Coal Royalty                           Corporate and
For the Six Months Ended (In thousands)                and Other           Soda Ash           Financing             Total
June 30, 2021
Net cash provided by (used in) operating
activities of continuing operations                 $     57,990          $ 

3,853 $ (25,259) $ 36,584


Add: proceeds from asset sales and disposals                 175                 -                    -               175

Add: return of long-term contract receivable               1,082                 -                    -             1,082

Distributable cash flow                             $     59,247          $  3,853          $   (25,259)         $ 37,841
Less: proceeds from asset sales and disposals               (175)                -                    -              (175)

Less: acquisition costs                                   (1,000)                -                    -            (1,000)

Free cash flow                                      $     58,072          $  3,853          $   (25,259)         $ 36,666

June 30, 2020
Net cash provided by (used in) operating
activities of continuing operations                 $     62,509          $ 14,166          $   (26,585)         $ 50,090
Add: proceeds from asset sales and disposals                 507                 -                    -               507
Add: proceeds from sale of discontinued
operations                                                     -                 -                    -               (66)
Add: return of long-term contract receivable               1,130                 -                    -             1,130
Distributable cash flow                             $     64,146          $ 14,166          $   (26,585)         $ 51,661
Less: proceeds from asset sales and disposals               (507)                -                    -              (507)
Less: proceeds from sale of discontinued
operations                                                     -                 -                    -                66
Less: acquisition costs                                   (1,000)                -                    -            (1,000)
Free cash flow                                      $     62,639          $ 14,166          $   (26,585)         $ 50,220



DCF and FCF decreased $13.8 million and $13.6 million, respectively, primarily
due to the following:
•Coal Royalty and Other Segment
•DCF and FCF decreased $4.9 million and $4.6 million, respectively, primarily as
a result of $5.7 million of lease amendment fee payments received in 2020. This
decrease was partially offset by increased cash flow in 2021 primarily as a
result of the rebounding of coal demand from its low in 2020 caused by the
global COVID-19 pandemic.
•Soda Ash Segment
•DCF and FCF decreased $10.3 million as a result of lower cash distributions
received from Ciner Wyoming in the first six months of 2021 as compared to the
prior year. As previously mentioned, although Ciner Wyoming made a special
distribution to its members in the first quarter of 2021, Ciner Wyoming
suspended its regular quarterly distributions in the third quarter of 2020.
Liquidity and Capital Resources
Current Liquidity
As of June 30, 2021, we had total liquidity of $197.9 million, consisting of
$97.9 million of cash and cash equivalents and $100.0 million of borrowing
capacity under our Opco Credit Facility. We have significant debt service
obligations, including approximately $20 million of principal repayments on
Opco's senior notes throughout the remainder of 2021. We believe our liquidity
position provides us with the flexibility to continue paying down debt and
manage our business through the current market environment.

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Cash Flows
Cash flows provided by operating activities decreased $15.2 million, from $51.8
million in the six months ended June 30, 2020 to $36.6 million in the six months
ended June 30, 2021, primarily related to $10.3 million of lower cash
distributions received from Ciner Wyoming in the first six months of 2021 as
compared to the prior year quarter and lower operating cash flow within our Coal
Royalty and Other segment primarily as a result of $5.7 million of lease
amendment fee payments received in 2020. These decreases were partially offset
by increased cash flow in 2021 primarily as a result of the rebounding of coal
demand from its low in 2020 caused by the global COVID-19 pandemic and $1.3
million of lower cash paid for interest as our debt balance continues to
decline.
Capital Resources and Obligations
Debt, Net
We had the following debt outstanding as of June 30, 2021 and December 31, 2020:
                                                    June 30,       December 

31,

         (In thousands)                               2021             2020
         Current portion of long-term debt, net    $  39,060      $      39,055
         Long-term debt, net                         414,099            432,444
         Total debt, net                           $ 453,159      $     471,499


We have been and continue to be in compliance with the terms of the financial
covenants contained in our debt agreements. For additional information regarding
our debt and the agreements governing our debt, including the covenants
contained therein, see   Note 8. Debt, Net   to the Consolidated Financial
Statements included elsewhere in this Quarterly Report on Form 10-Q.

Off-Balance Sheet Transactions
We do not have any off-balance sheet arrangements with unconsolidated entities
or related parties and accordingly, there are no off-balance sheet risks to our
liquidity and capital resources from unconsolidated entities.

Related Party Transactions
The information required set forth under   Note 10. Related Party Transactions
to the Consolidated Financial Statements is incorporated herein by reference.

Summary of Critical Accounting Estimates
The preparation of Consolidated Financial Statements in conformity with
generally accepted accounting principles in the United States of America
requires management to make certain estimates and assumptions that affect the
amounts reported in the Consolidated Financial Statements and the accompanying
notes. There have been no significant changes to our critical accounting
estimates from those disclosed in our Annual Report on Form 10-K for the year
ended December 31, 2020.
Recent Accounting Standards
The information set forth under   Note 1. Basis of Presentation   to the
Consolidated Financial Statements is incorporated herein by reference.


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